0001193125-09-197205 Sample Contracts

FORM OF OPTION WAIVER CASH-OUT AND RELEASE AGREEMENT
Out and Release Agreement • September 24th, 2009 • Parallel Petroleum Corp • Crude petroleum & natural gas • Texas

This OPTION WAIVER CASH-OUT AND RELEASE AGREEMENT (this “Agreement”) is entered into by and between PARALLEL PETROLEUM CORPORATION, a Delaware corporation (the “Company”) and (the “Optionholder”). Terms used in this Agreement with initial capital letters that are not otherwise defined herein shall have the meanings ascribed to such terms in the Agreement and Plan of Merger, dated as of September 15, 2009, by and among PLLL HOLDINGS, LLC, a Delaware limited liability company, (“Parent”), PLLL ACQUISITION CO., a Delaware corporation and a wholly owned subsidiary of Parent (“Merger Sub”), and the Company. This Agreement shall be effective as of the Acceptance Date.

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FORM OF OPTION WAIVER CANCELLATION AND RELEASE AGREEMENT
Option Waiver Cancellation and Release Agreement • September 24th, 2009 • Parallel Petroleum Corp • Crude petroleum & natural gas • Texas

This OPTION WAIVER CANCELLATION AND RELEASE AGREEMENT (this “Agreement”) is entered into by and between PARALLEL PETROLEUM CORPORATION, a Delaware corporation (the “Company”) and (the “Optionholder”). Terms used in this Agreement with initial capital letters that are not otherwise defined herein shall have the meanings ascribed to such terms in the Agreement and Plan of Merger, dated as of September 15, 2009, by and among PLLL HOLDINGS, LLC, a Delaware limited liability company (“Parent”), PLLL ACQUISITION CO., a Delaware corporation and a wholly owned subsidiary of Parent (“Merger Sub”), and the Company. This Agreement shall be effective as of the Acceptance Date.

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